CALGARY,
AB, Aug. 29, 2024 /CNW/ - Crown Capital
Partners Inc. ("Crown" or the "Corporation") (TSX: CRWN) today
announced that it will seek the approval of the holders (the
"Debentureholders") of its 10% unsecured subordinated debentures of
the Corporation due December 31, 2024
(the "Debentures") for a resolution (the "Debentureholder
Resolution") at a special meeting of the Debentureholders to be
held at the offices of the Corporation, 33 Yonge Street, Suite 901,
Toronto, ON, M5E 1G4, on
October 18, 2024 at 10:00 a.m. (Eastern Time) (the "Meeting").
If approved by Debentureholders at the Meeting, the
Debentureholder Resolution would:
- authorize and approve certain amendments to the Corporation's
amended and restated trust indenture dated June 30, 2023 between the Corporation and TSX
Trust Company (the "Indenture") to: (i) extend the
maturity date of the Debentures from December 31, 2024 to December
31, 2026; (ii) amend the interest rate on the Debentures from 10%
to 11% effective a minimum of five trading days following the
approval of the Debentureholder Resolution and from 11% to 12%
effective as of December 31, 2025;
and (iii) amend the interest payment dates from occurring
semi-annually on June 30 and
December 31 of each year to occurring
annually on December 31 of each year,
with the next payment to occur effective December 31, 2025 for the interest accrued on the
Debentures from June 30, 2024 up to,
but excluding, December 31, 2025;
and
- waive the default by the Corporation under the Indenture for
the failure to make the interest payment on the Debentures (the
"Deferred Interest Payment") due on June 30,
2024 (the "Default Waiver"), subject to the requirement that
the Corporation make the Deferred Interest Payment to
Debentureholders within 60 days of the approval of Debentureholder
Resolution (the "Deferred Interest Payment Deadline"). The Deferred
Interest Payment will be made to Debentureholders holding
Debentures as of a record date to be set by the Corporation
following the Meeting. In the event that the Deferred Interest
Payment is not made by the Deferred Interest Payment Deadline, the
Default Waiver will be of no further force or effect.
The board of directors of the Corporation believe that the
Debenture Amendments and Default Waiver provide the following
advantages:
- Payment of Deferred Interest
Payment: The Corporation believes that the
extension of the maturity date will allow it to be in a better
position to pay the Deferred Interest Payment to the
Debentureholders by the Deferred Interest Payment Deadline.
- Extension of Maturity Date: The extension of
the maturity date will afford Debentureholders a longer period
of time during which to receive interest at a favourable rate and
will provide the Corporation with additional time to fund the
repayment of the Debentures from the proceeds of asset sales or
otherwise.
- Increased Interest Rate: Increasing the
interest rate from 10% to 11% effective a minimum of five trading
days following the approval of the Debentureholder Resolution and
from 11% to 12% effective December 31,
2025 provides a more attractive yield to
Debentureholders.
- Consent Fee: Any Debentureholder that
votes for the Debenture Amendments
will receive a cash consent
fee (the "Consent Fee")
of $10 per $1,000 principal amount of
Debentures held by that Debentureholder as of September 5, 2024 (the "Record Date")
provided that certain other conditions required
for the payment of the Consent Fee are satisfied,
including the Debenture Amendments are validly approved by
Debentureholders and the Toronto Stock Exchange (the "TSX").
Prior to the Deferred Interest Payment Deadline, provided that
the Debentureholder Resolution is approved, the
Corporation intends to undertake a private placement
financing in order to obtain the funds to make the
Deferred Interest Payment. There can be no assurance that such
private placement financing will be completed by the Corporation
prior to the Deferred Interest Payment Deadline.
The effective date of the Debenture Amendments will be a minimum
of five trading days following the approval of the Debentureholder
Resolution. Further particulars of the expected benefits of the
Debenture Amendments and Default Waiver will be described in the
management information circular of the Corporation relating to the
Meeting (the "Circular"), which will be available under the
Corporation's profile on SEDAR+ at www.sedarplus.ca and which
will be mailed to Debentureholders in the coming weeks.
The Debentureholder Resolution will only be effective if passed
by an extraordinary resolution of the holders of at least 66 ⅔% of
the principal amount of the Debentures present in person or by
proxy at the Meeting and entitled to vote in respect of the
Debentureholder Resolution.
Debentureholders may vote on or before 10:00 a.m. (Eastern Time) on October 16, 2024 by following the voting
instructions set out in the Circular. Only Debentureholders of
record at the close of business on the Record Date will be entitled
to vote at the Meeting.
About Crown Capital Partners (TSX:CRWN)
Founded in 2000 within Crown Life Insurance Company, Crown
Capital Partners is a capital partner to entrepreneurs and growth
businesses mainly operating in the telecommunications
infrastructure, distribution services, and distributed power
markets. We focus on growth industries that require a specialized
capital partner, and we aim to create long-term value by acting as
both a direct investor in operating businesses serving these
markets and as a manager of investment funds for institutional
partners. For additional information, please visit
crowncapital.ca.
FORWARD-LOOKING STATEMENTS
This news release contains certain "forward looking
statements" and certain "forward looking information" as defined
under applicable Canadian and U.S. securities laws. Forward-looking
statements can generally be identified by the use of
forward-looking terminology such as "may", "will", "expect",
"intend", "estimate", "anticipate", "believe", "continue", "plans"
or similar terminology. Forward-looking statements in this news
release include, but are not limited to, statements, management's
beliefs, expectations or intentions regarding the Debenture
Amendments, the Default Waiver, the anticipated payment of the
Deferred Interest Payment, the consequences of the Debentureholder
Resolution not being approved by Debentureholders, the timing and
value of potential asset sales, and management's intended uses of
the proceeds of asset sales. Forward-looking statements are based
on forecasts of future results, estimates of amounts not yet
determinable and assumptions that while believed by management to
be reasonable, are inherently subject to significant business,
economic and competitive uncertainties and contingencies.
Forward-looking statements are subject to various risks and
uncertainties concerning the specific factors identified in the
Crown's periodic filings with Canadian securities regulators.
See Crown's most recent annual
information form for a detailed discussion of the risk factors
affecting Crown. In addition, Crown's dividend policy will be
reviewed from time to time in the context of the Corporation's
earnings, financial requirements for its operations, and other
relevant factors and the declaration of a dividend will always be
at the discretion of the board of directors of the Corporation.
Crown undertakes no obligation to update forward-looking
information except as required by applicable law. Such
forward-looking information represents management's best judgment
based on information currently available. No forward-looking
statement can be guaranteed and actual future results may vary
materially. Accordingly, readers are advised not to place undue
reliance on forward-looking statements or information.
SOURCE Crown Capital Partners Inc.